How Alex helped Umiami structure a complex shareholding
In December 2023, Clarisse joined the startup Umiami to build out the legal function. She covers a broad remit: contracts, intellectual property and corporate governance.
Challenge
Though not a company law specialist, Clarisse had to manage:
funding rounds (Series A then Series B)
equity incentive plans (multiple BSPCE and BSA schemes)
Given the frequency and complexity of movements in the company's share capital, it was crucial for her to put in place an effective solution to stay compliant and know the cap table at all times
The Solution
With Alex Legal, Umiami was able to:
Digitise its share transfer register – All movements in share capital are entered into a complete and intuitive platform that meets regulatory requirements.
Keep an up-to-date cap table – It is derived automatically from the share transfer register and shows categories of shares (ordinary shares, preference shares, BSPCE, BSA, and so on).
Convene general meetings from the cap table – Alex Legal generates the documents needed to convene general meetings based on the information in the cap table.
The Migration
Migrating onto Alex Legal was made easier by two things:
Open data connection
Alex Legal connects to open data and automatically retrieves all the information the company has filed at the commercial court registry since incorporation.
Migration support
Alex Legal provided former lawyers to help Umiami's team migrate the share transfer register without taking up Clarisse's team's time.
The Little Extra
The dynamic register creates alerts if there is an inconsistency in the share capital. For example, when BSPCE are allocated beyond the permitted pool.
Clarisse also highlights the platform's user-friendliness, which makes it simple to use.
Alex Legal enabled Clarisse to get on top of share ownership management and provide the directors with reliable, up-to-date information.
This proved crucial during equity transactions.
